Lingda Group Co.Ltd(300125) independent director
Independent opinions on matters related to the 19th meeting of the 5th board of directors
As an independent director of the company in accordance with the rules for independent directors of listed companies, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of GEM listed companies, the articles of association of Lingda Group Co.Ltd(300125) (hereinafter referred to as the company), the rules of procedure for independent directors and other relevant provisions, Express the following independent opinions on the relevant matters considered at the 19th meeting of the Fifth Board of directors of the company:
1、 Independent opinions on Revising the Lingda Group Co.Ltd(300125) phase I employee stock ownership plan and its summary and the measures for the administration of Lingda Group Co.Ltd(300125) phase I employee stock ownership plan
After carefully reviewing the relevant materials of the 19th meeting of the 5th board of directors, we believe that:
1. This revision of the company’s Lingda Group Co.Ltd(300125) phase I ESOP and its abstract and the relevant elements of the measures for the administration of Lingda Group Co.Ltd(300125) phase I ESOP conforms to the latest relevant laws and regulations and the provisions of the guiding opinions on the pilot implementation of ESOP by listed companies, which is a corresponding adjustment based on the actual situation of the company, The revised Lingda Group Co.Ltd(300125) phase I ESOP (Revised Version) and Lingda Group Co.Ltd(300125) phase I ESOP management measures (Revised Version) are more scientific and reasonable.
2. The decision-making procedure of the board of directors of the company for reviewing the proposal related to the revision of the employee stock ownership plan complies with the relevant provisions of laws and regulations, normative documents and the articles of association. There is no situation that damages the interests of the company and all shareholders, and there is no situation that employees are forced to participate in the employee stock ownership plan such as apportionment and forced distribution, Related directors have avoided voting in accordance with relevant laws and regulations, and the resolutions formed at the meeting are legal and effective.
In conclusion, we unanimously agree to the proposal on Revising the Lingda Group Co.Ltd(300125) phase I ESOP and its summary and the proposal on Revising the measures for the administration of Lingda Group Co.Ltd(300125) phase I ESOP, and agree to submit the above proposal to the second extraordinary general meeting of shareholders of the company in 2022 for deliberation.
independent director:
Jin Bingrong, Ji Xiaoqing, Su Weibin
Date: March 11, 2022
